FORMALIZED DUE DILIGENCE PROCESS 
Sponsors

The team at our affiliated broker-dealer, RM Securities, conducts diligence on of the issuer, including detailed background checks, criminal checks, bad actor checks, and reference checks on sponsors. In addition to screening for any criminal background, we may also turn down sponsors due to poor reference checks, even if the background and criminal checks are satisfactory.

Escrow accounts

We require unaffiliated sponsors to use an unaffiliated third-party escrow agent.* When an investor makes an investment with such sponsors using the RealtyMogul platform, the investor’s money is transferred directly into a third-party escrow account. All closing conditions in connection with a sponsor’s contingency offering need to be met before the third-party escrow agent will approve releasing investor funds to the issuer or general partner. For example, if an issuer or general partner plans to use funds for a real estate acquisition that does not ultimately transact, the third-party escrow agent will not transfer investor funds to the issuer or general partner, and funds will be returned to investors.

Unless otherwise disclosed, escrow accounts are not required for some investments that accommodate 1031 investments where the property is already acquired.

Boots on the ground

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Confidentiality Agreement
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Completed Equity
Estimated Hold Period 5 years
Estimated First Distribution 6/2018
FUNDED 100%
...
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Offered By
Aulder Capital
Investment Strategy Value-Add
Investment Type Equity
Overview
Value-add acquisition of a multifamily asset by an experienced Real Estate Company in a strong market.
Property at a glance
Year Built 1970-1974
Number of Units 414
Current Occupancy 96%
Parking Ratio 1.61 spaces per unit
Amenities Resort-style pool, playground,fitness center, picnic area and laundry facilities
Acquisition Price $44,500,000
Investment Highlights
Well-maintained asset with room for value-add renovations and improvements
Upside Potential: In-place rents at the Property are 15% below Axiometrics' reported Q3 2017 effective rent for the submarket
High demographic market with numerous demand drivers such as the University of Delaware, Christiana Hospital, Wilmington and Philadelphia
Experienced Real Estate Company with more than $160 million of multifamily properties purchased since 2012
Management
Cumulative Distributions

Aulder Capital

Aulder Capital ("Aulder") is a New York City-based private real estate investment firm focused on investing in multifamily properties throughout New York City and the Northeast. Aulder currently manages a portfolio of over 1,500 units worth approximately $194 million and has sold approximately $14 million of assets since 2014.

Aulder seeks to earn attractive risk-adjusted equity returns for itself and for its investors. The firm is currently focused on the US Northeast, and seeks to identify value-added and opportunistic multifamily opportunities which can be repositioned and stabilized at current market levels. Aulder's in-house acquisition and structuring expertise allow it to quickly evaluate complex transactions in competitive time frames. In addition, the firm’s project and asset management backgrounds are integral in the execution of value-added strategies for their investments.

Realty Mogul previously invested with the Real Estate Company in the Foxwood Apartments transaction, which was acquired in Q4 of 2017.

https://www.aulder.com/
  • Michael Zito
    Managing Partner
  • Lucien Zito
    Managing Partner
  • Igal Shany
    Managing Partner
  • Jonah Bamberger
    Managing Partner
Michael Zito
Managing Partner

Mr. Zito is a Managing Partner of Aulder Capital, and oversees the Acquisitions and Underwriting team. Mr. Zito has over 16 years of experience in the real estate industry. He previously worked at the private equity firm Partners Group, where he co-headed a team charged with identifying, structuring and executing debt/equity real estate transactions throughout the Americas. Prior to that, he was a Vice President at Lehman Brothers in their principal transactions group, where he originated and structured over $1.5 billion of first mortgage, mezzanine and equity real estate investments. While at Lehman Brothers, Mr. Zito also underwrote over $5 billion of investments. Spanning his career, he has invested in more than 80 different transactions including multifamily, office, for-sale residential, hospitality, retail and industrial asset types. In addition, Mr. Zito has directly managed and operated various middle-market multifamily properties in the New York area over the last decade. He holds a Bachelor’s Degree from Cornell University.

Lucien Zito
Managing Partner

Mr. Zito is a Managing Partner of Aulder Capital, and oversees the Asset Management team. He has over 11 years of experience in the real estate industry. Mr. Zito was previously a Mall Operations Manager with Macerich, over-seeing one of their premier retail properties. Prior to his time at Macerich, Mr. Zito worked for Vornado Realty Trust where he managed daily operations and tenant/landlord construction in one of their largest retail malls. Along with managing various departments at the property, he was also responsible for maintaining strict compliance with all NYC agencies. Earlier in his career, Mr. Zito was both a construction supervisor for Pavarini McGovern, where he supervised the construction of luxury residential and hotel properties, and a property manager for Urban American. At Urban American he managed over 1,100 residential units in Brooklyn and led both a violations abatement team and a construction team focused on residential renovations. He holds a Bachelor’s Degree from Cornell University.

Igal Shany
Managing Partner

Mr. Shany is a Managing Partner of Aulder Capital and is active on the investment committee and in the investor relations realm. In addition to his real estate investment activity, he currently serves as CFO of Kenshoo, an international technology company in the online marketing space. Prior to his current role Mr. Shany was the Vice President of Business Development and Marketing for Siemens Solar Thermal business unit where he was responsible for the project financing of several large infrastructure projects, raising several hundred million dollars in senior debt. Mr. Shany has also served as CFO of Solel Solar Systems and CFO of Saifun Semiconductors. As CFO of Solel he led its acquisition by Siemens AG for $420 million, and as CFO of Saifun he led its IPO & secondary offering on the Nasdaq where a total of $270 million was raised. Mr. Shany also serves on the board of Q-Core Medical. He has a Bachelor’s Degree and an MBA from Tel Aviv University and is a licensed CPA.

Jonah Bamberger
Managing Partner

Mr. Bamberger is a Managing Partner of Aulder Capital, and oversees the Finance and Investment Solutions teams. He was previously an investment manager at the Israel Infrastructure Fund, a private equity fund located in Tel Aviv, Israel, with over $1 billion in managed assets. He was responsible for the entire deal cycle from initial analysis and acquisition, through the investment life and concluding with the sale of assets. Prior to IIF, Mr. Bamberger worked at Siemens Solar Thermal business unit as Project Manager, responsible for promoting projects in Israel, including the $900 million bid for the Ashalim BOT project. Previously, Mr. Bamberger was a Manager at TASC Strategic Consulting providing project finance consulting services to the Israeli Ministry of Transportation, the Kazakhstan Ministry of Transportation, and private firms in Israel and Romania in the transportation and energy sectors. He holds a Bachelor’s Degree from Cornell University and an MBA from Tel Aviv University.

Track Record

Currently Owned Multifamily Assets
City State Units Year Acquired Purchase Price
Brooklyn NY 24 2015 $4,000,000
Brooklyn NY 31 2015 $6,250,000
Manhattan NY 90 2015 $15,950,000
Plainfield NJ 57 2016 $5,625,000
New Windsor NY 161 2016 $11,050,000
Albany NY 109 2016 $7,965,000
Manhattan NY 21 2016 $6,400,000
Groton CT 141 2017 $14,650,000
Manhattan NY 133 2017 $35,300,000
Manhattan NY 31 2017 $11,550,000
Bucks County PA 238 2017 $31,250,000
Newark DE 414 2017 $44,500,000
Total   1,450   $194,490,000
Exited/Partially Exited Multifamily Assets
City State Units Year Acquired Purchase Price Year Sold/Partially Sold
Brooklyn NY 6 2012 $1,000,000 2014
Brooklyn NY 12 2013 $2,775,000 2015
Brooklyn NY 25 2014 $3,875,000 2015
Brooklyn NY 8 2014 $2,500,000 2016
Brooklyn NY 6 2014 $975,000 2017
Brooklyn NY 10 2015 $2,600,000 2016
    67   $13,725,000  
Total Assets
  Units Purchase Price
Total 1,517 $208,215,000

The Real Estate Company's biography and track record were provided by the Real Estate Company and have not been verified by Realty Mogul or NCPS.

 

In this transaction, RealtyMogul.com investors are to invest in Realty Mogul 99, LLC ("The Company"). The Company will subsequently invest in Foxwood Owner LLC ("The Target"), a limited liability company that indirectly holds title to the Property. The Real Estate Company purchased the Property for $44,500,000 ($107,488/unit) in October 2017, and the total project cost is up to $53,519,000 ($129,273/unit).

Aulder Capital (the "Real Estate Company") believes this investment offers a rare opportunity to participate in a value-add acquisition of a stabilized Property that can achieve upside value creation through a targeted capital improvement plan and intensive hands on management. The previous owner maintained the buildings well, but had not aggressively targeted operations to increase value. Additionally, since the acquisition, the Real Estate Company's property management affiliate, ZPM Management, has executed four leases. Two of those leases represent a $40 increase over post-renovation proforma rents while the other two are only $50 under post-renovation proforma rents. Those rents were achieved without doing any renovations. 

The Real Estate Company plans to spend approximately $9,400/unit renovating up to 373 units (90% of the Property) over the five-year hold at an average pace of six units/month. The underwriting assumes post-renovation rents that are 8% below the comp set and approximately $253 (27%) above in-place rents. The Real Estate Company plans to renovate approximately 90% of the units with the addition of washer and dryers to all of the units. Unit renovations will include opening the kitchen up to the living room as well as a new appliance package, counters, hardware, painting, flooring and lighting. The units at the Property currently do not have open layouts while nearly all higher quality competing properties do offer kitchens open to the common living space. Common area upgrades and various maintenance items totaling $2.7 million include a new clubhouse, fitness center, playground and dog park.

Representative Unit Layout

Pre-Renovation

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Post-Renovation

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Summary

RealtyMogul.com, along with Aulder Capital (the "Real Estate Company"), is providing the opportunity to invest in the acquisition of Foxwood Apartments, a 414-unit multifamily Property located in Newark, DE (the "Property").

The primary objective of this investment is to acquire the Property, perform common area upgrades, interior renovations and improve management efficiencies, then sell the Property within approximately five (5) years.

The Real Estate Company sees this investment as an opportunity to capitalize on a well-occupied, well-maintained and well-located asset in an high-demographic and strong market that can be improved through targeted capital improvements and improved management and leasing efforts.

Property Information

Foxwood Apartments (the "Property") was constructed between 1970 and 1974 and matches the design and general features of comparable multifamily properties within the market. It is a 414-unit apartment community located in Newark, Delaware (11 miles from Wilmington, DE and 36 miles from Philadelphia, PA). The Property offers a range of units including 127 one-bedroom units, 284 two-bedroom units and three three-bedroom units in 31 three and four-story buildings across 27 acres. Amenities at the Property include a pool, playground, fitness center, picnic area and laundry facilities. The units are large and allow for efficient renovations.

In-Place Unit Mix
Unit Type # of Units % of Total Unit (SF) Total SF Rent/Unit Rent/SF
1 Bed, 1 Bath 20 5% 700 14,000 $894 $1.28
1 Bed, 1 Bath 106 26% 780 82,680 $895 $1.15
1 Bed, 1 Bath 1 <1% 780 780 $926 $1.19
2 Bed, 1 Bath 48 12% 780 37,440 $956 $1.23
2 Bed, 2 Bath 84 20% 870 73,080 $984 $1.13
2 Bed, 2 Bath 47 11% 870 40,890 $958 $1.10
2 Bed, 2 Bath 46 11% 865 39,790 $950 $1.10
2 Bed, 1.5 Bath 59 14% 960 56,640 $1,014 $1.06
3 Bed, 2 Bath 3 1% 1,000 3,000 $1,238 $1.24
Totals/Averages 414 100% 841 348,300 $956 $1.13


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Comparables

Pre-Renovation Lease Comps
  The Preserve at Deacon's Walk Heritage Court Glen Eagle Village Liberty Pointe Cavalier County Club Apartments Comp Set Averages Subject - In-Place
# of Units 325 168 366 136 742 347 414
Year Built 1979 1970 1974 1977 1972 1974 1970-1974
Miles from Subject 1.7 2.5 4.4 5.1 6.1 4.0 -
1 Bedroom
# of Units 103 94 122 66 444 166 127
Average Rent $990 $885 $994 $928 $1,048 $1,005 $895
Average $/SF $1.32 $1.43 $1.42 $1.37 $1.41 $1.40 $1.17
2 Bedroom
# of Units 222 60 122 66 149 124 284
Average Rent $1,088 $995 $1,100 $995 $1,185 $1,095 $976
Average $/SF $1.10 $1.25 $1.19 $1.16 $1.21 $1.17 $1.12
3 Bedroom
# of Units N/A N/A N/A N/A 149 149 3
Average Rent N/A N/A N/A N/A $1,425 $1,425 $1,238
Average $/SF N/A N/A N/A N/A $1.14 $1.14 $1.24

Source: Axiometrics

 

Post-Renovation Lease Comps
  The Apartments at Pike Creek Apartments at Pine Brook Cooper's Place Christina Mill Comp Set Averages Subject - Post-Renovation Units
# of Units 264 308 425 228 306 414
Year Built 1988 1972 1968 1992 1980 1970-1974
Miles from Subject 0.3 4.7 5.1 6.1 4.1 -
1 Bedroom
# of Units 154 154 183 132 156 127
Average Rent $1,251 $1,200 $1,173 $1,314 $1,229 $1,150
Average $/SF $1.51 $1.50 $1.67 $2.15 $1.69 $1.50
2 Bedroom
# of Units 110 154 210 96 143 284
Average Rent $1,410 $1,357 $1,292 $1,553 $1,376 $1,228
Average $/SF $1.41 $1.43 $1.34 $1.61 $1.42 $1.41
3 Bedroom
# of Units N/A N/A 32 N/A 32 3
Average Rent N/A N/A $1,448* N/A $1,448 $1,525
Average $/SF N/A N/A $1.29 N/A $1.29 $1.53

* Cooper's Place 3 BR units are only 1 BA. Subject is a 3 BR/2BA.

Source: Axiometrics

 

Sales Comps
 

The Apartments at Pike Creek

The Bluffs at Pike Creek Stonebridge Apartments Stonegate Apartment Homes Autumn Park The Edge at Greentree Comp Set Total / Averages Subject
Date April-17 October-16 June-15 May-16 July-17 October-16 - -
# of Units 264 165 260 260 358 286 266 414
Year Built 1988 1973 1991 1992 1974 1966 1981 1970-1974
Purchase Price $40,920,000 $15,237,750 $27,550,000 $37,050,000 $35,500,000 $31,100,000 $32,464,977 $44,500,000
$/Unit $155,000 $92,350 $105,962 $142,500 $99,162 $108,741 $117,613 $107,488
Cap Rate 5.8% - - 6.0% 6.3% 6.4% 6.1% 6.3%
Miles from Subject 0.3 0.8 5.9 6.3 6.6 14.5 5.7 -
Source RCA RCA RCA RCA RCA RCA - -
Location Information

Foxwood Apartments is located about five miles from the University of Delaware, ranked by U.S. News as being among the top 30 public universities in the country in 2017. With about 23,000 students, it is the largest university in the state and employs over 4,000 people. Per the Real Estate Company, 43% of the students live on-campus while the remaining 57% live off-campus. While not a student housing community, Foxwood will benefit from the proximity to the university. Wilmington, DE contains a robust economy poised for continued economic expansion due to favorable corporate laws and no sales tax. It is the largest city in Delaware and is home to many companies such as Sallie Mae, Du Pont and AstraZeneca. In addition, there is a large concentration of financial firm campuses such as Bank of America, JP Morgan Chase and Barclays. Within four miles of the Property is Christiana Hospital, Delaware's only adult Level I trauma center. It houses 213 licensed beds and includes 22 hospital-based operating rooms and 10 outpatient operating rooms within a 1.3 million SF facility. It is home to Delaware's only Level 3 neonatal intensive care unit and the state's largest maternity center, where more than 7,100 newborns are delivered each year. The Christiana Hospital campus is also home to the Center for Heart & Vascular Health and the Helen F. Graham Cancer Center.

In addition to robust expansions at the University of Delaware, the region has been the home to several new, exciting developments along the Wilmington Riverfront. The city and local developers have made efforts to continue to expand the riverfront with additions like the Horizon Riverfront Rink, the Penn Cinema IMAX Theater and the Stratosphere Trampoline Park in addition to national hotel chains and new Class A apartment communities. Plans to turn a former steel mill site in Claymont into a business and transportation hub have been recently unveiled, which has the potential to create 5,000 jobs and spur additional development in the area per HFF.

Newark is located in western New Castle County, Delaware. Located along Interstate-95, greater Newark is a short drive from major cities including Wilmington, Philadelphia, Baltimore, New York City and Washington D.C. Several state thoroughfares pass through Newark, such as Route 896, Route 72, Route 273, Route 2, Route 4, and Route 279. Newark is connected to the Northeast Corridor by SEPTA and Amtrak railways, which has 90-minute-connections to New York City or Washington, DC.


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Market Overview

Per Axiometrics, effective rent for Wilmington increased 1.0% from $1,109 in the second quarter of 2017 to $1,120 in the third quarter of 2017, which resulted in an annual growth rate of 2.2%. Annual effective rent growth is forecast to be 2.3% in 2018, and average 2.8% from 2019 to 2021. Annual effective rent growth has averaged 2.7% since the third quarter of 1996. The market's occupancy rate decreased from 95.0% in the second quarter of 2017 to 94.8% in the third quarter of 2017, but was up from 94.1% a year ago. The market's occupancy rate was below the national average of 95.0% in the third quarter of 2017. For the forecast period, the market's occupancy rate is expected to be 94.2% in 2018, and average 93.9% from 2019 to 2021. The market's occupancy rate has averaged 94.4% since the third quarter of 1995.

Based on Axiometrics' identified supply of properties under construction, permits for 632 multifamily units were issued in the 12 months ending in August 2017, up 103 units from the prior year's sum. In terms of total residential housing, 2,117 units were permitted in the 12 months ending August 2017, an increase of 295 units from the prior year's total.

Demographic Information

Demographics 1 Mile 3 Miles 5 Miles
Population (2017) 9,062 65,233 169,910
Estimated Population (2022) 9,294 66,934 174,640
Population Growth (2010-2017) 2.8% 3.1% 4.1%
Estimated Population Growth (2017-2022) 2.6% 2.6% 2.8%
Average Household Income $85,460 $92,169 $91,564
Median Home Value $252,509 $260,913 $265,243
Average Household Size 2.3 2.5 2.5

Demographic information above was obtained from CoStar.

Gallery
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Cap Stack
Sources & Uses
Total Capitalization
Sources of Funds Cost
Debt $34,319,000
Equity $19,200,000
Total Sources of Funds $53,519,000
Uses of Funds Cost
Purchase Price $44,500,000
Real Estate Company Acquisition Fee $667,500
Broker Dealer Fee $80,000
Capital Expenditures $2,193,000
General Contractor Fee $500,000
Unit Renovations $3,135,083
Closing Costs & Fees $1,942,721
Escrow & Upfront Payments $500,696
Total Uses of Funds $53,519,000
Debt Assumptions

The terms of the debt financing are as follows:

  • Lender: Freddie Mac - HFF
  • Loan Type: Agency
  • Proceeds: $34,319,000
  • Loan to Value: 75% of Appraised Value
  • Term: Seven (7) years
  • Rate: 4.04% fixed
  • Amortization: 30 years
  • Interest-Only Period: Four (4) years
  • Extensions: None
  • Prepayment: Defeasance during the first 60 months
  • Recourse: Non-recourse
Distributions

The Target intends to make distributions of all available cash and capital proceeds to investors (The Company, Other LP investors and Real Estate Company, collectively, the "Members") as follows:

  1. Pro rata share of cash flow to an 8% preferred return hurdle;
  2. Return of capital;
  3. Excess balances will be split pro rata 80% to Members and 20% to Real Estate Company to a 15% IRR;
  4. Excess balances will be split pro rata 70% to Members and 30% to Real Estate Company

Note that these distributions will occur after the payment of The Company's liabilities (loan payments, operating expenses and other fees as set forth in the LLC agreement, in addition to any member loans or returns due on member loans).

The Company will distribute 100% of its share of excess cash flow (after expenses and fees) to the members of The Company (the RealtyMogul.com investors).

Distributions are expected to start in June 2018 and are expected to continue on a quarterly basis thereafter. These distributions are at the discretion of the Real Estate Company, who may decide to delay distributions for any reason, including maintenance or capital reserves.

Targeted Cash Flows

  Year 1 Year 2 Year 3 Year 4 Year 5
Effective Gross Revenue $4,822,772 $5,308,892 $5,570,349 $5,820,102 $6,095,853
Total Operating Expenses $2,034,443 $2,098,785 $2,157,815 $1,938,443 $1,992,499
Net Operating Income $2,788,329 $3,210,107 $3,412,534 $3,881,600 $4,103,353

The Company Cash Flows

  Year 0 2018 2019 2020 2021 2022
Distributions to The Company ($2,024,100) $83,113 $165,860 $186,946 $235,814 $3,156,518
Net Earnings to Investor - Hypothetical $50,000 Investment ($50,000) $2,053 $4,097 $4,618 $5,825 $77,973
Fees

Certain fees and compensation will be paid over the life of the transaction. The following fees and compensation will be paid:

One-Time Fees
Type of Fee Amount of Fee Received By Paid From Notes
Acquisition Fee $667,500 Real Estate Company Capitalized Equity Contribution 1.5% of the Property purchase price
Broker-Dealer Fee $80,000 North Capital (1) Capitalized Equity Contribution 4.0% of equity raised by RealtyMogul.com ($50,000 minimum)
Recurring Fees
Type of Fee Amount of Fee Received By Paid From Notes
Property Management Fee 3.0% of Effective Gross Income Real Estate Company Affiliate Distributable Cash  
Management and Administrative Fee 1.0% of amount invested in Realty Mogul 99, LLC RM Manager, LLC Distributable Cash  RM Manager, LLC is the Manager of The Company and a wholly-owned subsidiary of Realty Mogul, Co.2

(1) Certain employees of Realty Mogul, Co. are registered representatives of, and are paid commissions by, North Capital Private Securities Corp., a Delaware corporation ("North Capital"). In addition, North Capital pays a technology provider services fee to Realty Mogul, Co. for licensing and access to certain technology, reporting, communications, branding, entity formation and administrative services performed from time to time by Realty Mogul, Co., and North Capital and Realty Mogul, Co. are parties to a profit sharing arrangement.

(2) Fees may be deferred to reduce impact to investor distributions.

The above presentation is based upon information supplied by the Real Estate Company or others. Realty Mogul, Co., RM Manager, LLC, and The Company, along with their respective affiliates, officers, directors or representatives (the "RM Parties") hereby advise you that none of them has independently confirmed or verified any of the information contained herein. The RM Parties further make no representations as to the accuracy or completeness of any such information and undertake no obligation now or in the future to update or correct this presentation or any information contained herein.

The following offering documents have been prepared and are being delivered by the Sponsor of this investment opportunity, and not by RM Securities, LLC. RM Securities, LLC and its associated persons did not assist in preparing, do not explicitly or implicitly adopt or endorse, and are not otherwise responsible for, the Sponsors offering documents posted below or any content therein.
RM Securities, LLC and its Affiliates Compensation

RM Securities, LLC, its registered representatives, affiliates, associated persons, and personnel of its affiliates who may also be associated with it, including our associated persons and personnel of our affiliates who are also be associated with RM Securities, LLC (it (“RM Securities,” “we,” “our,” or “us”) will receive fees, expense reimbursements, and other compensation (“Fees”) from the issuer of this investment offering, its sponsor, or an affiliate thereof (“Sponsor”), or otherwise in connection with Sponsor’s offering. The Fees paid to us are in addition to other fees you will pay to Sponsor or in connection with Sponsor’s investment offering. You will pay Fees to Sponsor, either directly or indirectly as an investor in the Sponsor’s offering. Sponsor will use the Fees you pay, as well as funds you invest in the relevant offering, to compensate us. The Fees paid to us will directly or indirectly be borne by you as the investor (typically, but not always, in the form of an expense of the Sponsor’s offering in which you invest) because such Fees will reduce the proceeds available for distribution to you and reduce the amount you earn over time.

For more information on the Fees paid to us, or any other Fees you will pay in connection with Sponsor’s offering, please carefully review the Sponsor’s Investment Documents. Please also carefully review RM Securities’ Form CRS, Regulation Best Interest Disclosures, and Limited Brokerage Services Agreement.

No Approval, Opinion or Representation, or Warranty by RM Securities, LLC

Sponsor has provided, approved, and is solely responsible in all aspects for the information on this webpage (“Page”), including Sponsor’s offering documentation, which may include without limitation the Private Placement Memorandum, Operating or Limited Partnership Agreement, Subscription Agreement, the Project Summary and all exhibits and other documents attached thereto or referenced therein (collectively, the “Investment Documents”). The Investment Documents linked on this page have been prepared and posted by Sponsor, and not by RM Securities. We did not assist in preparing, do not adopt or endorse, and we are not otherwise responsible for, the Sponsor’s Investment Documents. We make no representations or warranties as to the accuracy of information on this Page or in the Sponsor’s Investment Documents and we accept no liability therefor. No part of the information on this Page or in the Sponsor’s Investment Documents is intended to be binding on us.

Sponsor’s Information Qualified by Investment Documents

The information on this Page is qualified in its entirety by reference to the more complete information about the offering contained in the Sponsor’s Investment Documents. The information on this Page is not complete and subject to change at the Sponsor’s discretion at any time up to the closing date. The Sponsor’s Investment Documents and supplements thereto contain important information about the Sponsor’s offering including relevant investment objectives, the business plan, risks, charges, expenses, and other information, which you should consider carefully before investing. The information on this Page should not be used as a basis for an investor’s decision to invest.

Risk of Investment

This investment is speculative, highly illiquid, and involves substantial risk. There can be no assurances that all or any of Sponsor’s assumptions, expectations, estimates, goals, hypothetical illustrations, or other aspects of Sponsor’s business plans (“Assumptions”) will be true or that actual performance will bear any relation to Sponsor’s Assumptions, and no guarantee or representation is made that Sponsor’s Assumptions will be achieved. If Sponsor does not achieve its Assumptions, your investment could be materially and adversely affected. A loss of part or all of the principal value of your investment may occur. You should not invest unless you can readily bear the consequences of such loss. Sponsor’s Assumptions should not be relied upon as the primary basis for your decision to invest.

No Reliance on Forward-Looking Statements; Sponsor Assumptions

Sponsor is solely responsible for statements made concerning forward-looking statements and Assumptions, which apply only as of the date made, are preliminary and subject to change, and are expressly qualified in their entirety by the disclosures and cautionary statements included in Sponsor’s Investment Documents, which you should carefully review. Neither RM Securities nor Sponsor are obligated to update or revise such forward-looking statements or Assumptions to reflect events or circumstances that arise after the date made or to reflect the occurrence of unanticipated events. Sponsor’s forward-looking statements and Assumptions are hypothetical, not based on actual investment achievements or events, and are presented solely for purposes of providing insight into the Sponsor’s investment objectives, detailing Sponsor’s anticipated risk and reward characteristics, and establishing a benchmark for future evaluation of actual results; therefore, they are not a predictor, projection, or guarantee of future results. You should not rely on Sponsor’s forward-looking statements as a basis to invest.

Importantly, we do not adopt, endorse, or provide any assurance of returns or as to the accuracy or reasonableness of Sponsor’s Assumptions or forward-looking statements.

No Reliance on Past Performance

Any description of past performance is not a reliable indicator of future performance and should not be relied upon as the primary basis to invest.

Sponsor’s Use of Debt

A substantial portion of the total cost of the real estate asset acquired by the Sponsor with investor funds (“Property”) will be paid with borrowed funds, i.e., debt. Sponsor’s estimated rates and terms of the debt financing are subject to lender approval, and there is no assurance that the Sponsor will secure debt at the rates and terms presented on this Page or in the Sponsor’s Investment Documents, or at all. The use of borrowed money to acquire real estate is referred to as leveraging, which can amplify losses and could result in lender foreclosure. In addition, if the debt includes a variable (or “floating”) interest rate, the total amount of interest paid over the term of the debt will fluctuate and can increase. As a result, Sponsor’s use of debt can result in a loss of some or all of your investment.

Sponsor’s Offering is Not Registered

Sponsor’s securities offering will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), in reliance upon the exemptions from registration pursuant to Rule 506(c) of Regulation D as promulgated under the Securities Act (“Private Placement”). In addition, the offering will not be registered under any state securities laws in reliance on exemptions from state registration. Such securities (your ownership interests) are subject to restrictions on transferability and resale and may not be transferred or resold except as permitted under applicable state and federal securities laws pursuant to registration or an available exemption. All Private Placements on the Platform are intended solely for “Accredited Investors,” as that term is defined in Rule 501(a) under the Securities Act.

No Investment Advice

Nothing on this Page should be regarded as investment advice (either with respect to a particular security or regarding an overall investment strategy), a recommendation, an offer to sell, or a solicitation of or an offer to buy any security. Advice from a securities professional is strongly advised to understand and assess the risks associated with real estate or private placement investments. For additional information on RM Securities’ involvement in this offering, please carefully review the Sponsor’s Investment Documents, and RM Securities’ Form CRS, Regulation Best Interest Disclosures, and Limited Brokerage Services Agreement.

1031 Exchange Risk

Internal Revenue Code Section 1031 (“Section 1031”) contains complex tax concepts and certain tax consequences may vary depending on the individual circumstances of each investor. RM Securities and its affiliates make no representation or warranty of any kind with respect to the tax consequences of your investment or that the IRS will not challenge any such treatment. You should consult with and rely on your own tax advisor about the tax aspects with respect to your particular circumstances.

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